United States
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549


                                  FORM 10-QSB


             [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                 For the quarterly period ended March 31, 1996

                                      OR

            [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

        For the transition period from...............to...............

                        Commission file number 0-16575

               ENEX INCOME AND RETIREMENT FUND - SERIES 3, L.P.
       (Exact name of small business issuer as specified in its charter)

                   New Jersey                          76-0222818
         (State or other jurisdiction of            (I.R.S. Employer
         incorporation or organization)            Identification No.)

                        Suite 200, Three Kingwood Place
                            Kingwood, Texas  77339
                   (Address of principal executive offices)

                   Issuer's telephone number  (713) 358-8401


      Check  whether  the issuer (1) filed all  reports  required to be filed by
Section 13 or 15(d) of the  Exchange  Act during the past 12 months (or for such
shorter period that the  registrant was required to file such reports),  and (2)
has been subject to such filing requirements for the past 90 days.


                               Yes x      No







                              PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

ENEX INCOME AND RETIREMENT FUND - SERIES 3, L.P.
BALANCE SHEET
- ------------------------------------------------------------------------------

                                                                MARCH 31,
ASSETS                                                            1996
                                                         ---------------------
(Unaudited)
CURRENT ASSETS:
  Cash                                                   $              2,346
  Accounts receivable - oil & gas sales                                24,273
                                                         ---------------------

Total current assets                                                   26,619
                                                         ---------------------

OIL & GAS PROPERTIES
  (Successful efforts accounting method) - Proved
   mineral interests                                                1,325,118
  Less  accumulated depletion                                       1,147,756
                                                         ---------------------

Property, net                                                         177,362
                                                         ---------------------

TOTAL                                                    $            203,981
                                                         =====================

LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
   Accounts payable                                      $                442
   Payable to general partner                                          26,381
                                                         ---------------------

Total current liabilities                                              26,823

NONCURRENT PAYABLE TO GENERAL PARTNER                                  52,762
                                                         ---------------------

PARTNERS' CAPITAL:
   Limited partners                                                   119,410
   General partner                                                      4,986
                                                         ---------------------

Total partners' capital                                               124,396
                                                         ---------------------

TOTAL                                                    $            203,981
                                                         =====================







See accompanying notes to financial statements.
- ------------------------------------------------------------------------------

                                       I-1



ENEX INCOME AND RETIREMENT FUND - SERIES 3, L.P.
STATEMENTS OF OPERATIONS
- -----------------------------------------------------------------------------


(UNAUDITED)                                 THREE MONTHS ENDED
                                     ----------------------------------------

                                        MARCH 31,              MARCH 31,
                                           1996                  1995
                                   -------------------    -------------------

REVENUES:
Oil and gas sales                  $           28,398       $         28,577   
                                   -------------------    -------------------

EXPENSES:
  Depletion                                    11,377                 15,808
  Impairment of property                       52,602                      -
  Production taxes                              1,260                    957
  General and administrative                    8,495                 10,369
                                   -------------------    -------------------

Total expenses                                 73,734                 27,134
                                   -------------------    -------------------

NET INCOME (LOSS)                  $          (45,336)      $          1,443   
                                   ===================    ===================



See accompanying notes to financial statements.
- ------------------------------------------------------------------------------

                                       I-2


ENEX INCOME AND RETIREMENT FUND - SERIES 3, L.P.
STATEMENTS OF CASH FLOWS

(UNAUDITED)
                                                       THREE MONTHS ENDED

                                                  MARCH 31,          MARCH 31,
                                                    1996               1995
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)                               $  (45,336)        $   1,443

Adjustments to reconcile net income (loss) to net cash
   provided by operating activities
  Depletion                                         11,377            15,808
  Impairment of property                            52,602                 -
(Increase) decrease in:
  Accounts receivable - oil & gas sales            (11,112)            4,010
Increase (decrease) in:
   Accounts payable                                 (3,850)           (2,909)
   Payable to general partner                       (3,360)              861

Total adjustments                                   45,657            17,770

Net cash provided by operating activities              321            19,213

CASH FLOWS FROM FINANCING ACTIVITIES:
    Cash distributions                                   -           (17,596)

NET INCREASE IN CASH                                   321             1,617

CASH AT BEGINNING OF YEAR                            2,025             7,518

CASH AT END OF PERIOD                          $     2,346         $   9,135



See accompanying notes to financial statements.

                                       I-3






ENEX INCOME AND RETIREMENT FUND - SERIES 3, L.P.

NOTES TO UNAUDITED FINANCIAL STATEMENTS

1.    The interim financial  information included herein is unaudited;  however,
      such  information  reflects all adjustments  (consisting  solely of normal
      recurring adjustments) which are, in the opinion of management,  necessary
      for a fair presentation of results for the interim periods.

2.    The Financial Accounting Standards Board has issued Statement of Financial
      Accounting  Standard  ("SFAS") No. 121,  "Accounting for the Impairment of
      Long-Lived  Assets and for  Long-Lived  Assets to be  Disposed  Of," which
      requires  certain assets to be reviewed for impairment  whenever events or
      circumstances indicate the carrying amount may not be recoverable.  In the
      first  quarter of 1996,  the  Company  recognized  a  non-cash  impairment
      provision  of $52,602  for certain  oil and gas  properties  due to market
      indications that the carrying amounts were not fully recoverable.



                                    I-4





Item 2Management's Discussion and Analysis or Plan of Operation.

First Quarter 1996 Compared to First Quarter 1995

Oil and gas  sales for the  first  quarter  decreased  from  $28,577  in 1995 to
$28,398 in 1995. This represents a decrease of $179 (1%). Oil sales increased by
$1,303 or 29%. A 13%  increase  in oil  production  caused  sales to increase by
$591. A 14% increase in average net oil prices  increased sales by an additional
$712.  Gas sales  decreased  by $1,482 or 6%. A 10%  decrease in average net gas
prices  reduced  sales by $2,621.  This  decrease was  partially  offset by a 5%
increase in gas  production.  The increase in oil  production  was primarily the
result of the shut-in of  production  from the East Cameron  acquisition  in the
first quarter of 1995.  The increase in gas  production was primarily the result
of a successful  workover on the Barnes Estate #2C in the first quarter of 1996.
The  increase in the average  oil net sales  price was  primarily  due to higher
prices in the overall  market for the sale of oil.  The  decrease in the average
net gas sales  price was  primarily  due to  workover  expenses  incurred on the
Barnes Estate acquisition, on which the Company receives a net profits royalty.

Depletion expense decreased from $15,808 in the first quarter of 1995 to $11,377
in the first quarter of 1996.  This represents a decrease of $4,431 (28%). A 32%
decrease  in the  depletion  rate  reduced  depletion  expense by  $5,347.  This
decrease was partially  offset by the changes in  production,  noted above.  The
rate decrease was primarily due to the lower property  basis  resulting from the
recognition of a $52,602 property impairment.

The  Financial  Accounting  Standards  Board has issued  Statement  of Financial
Accounting  Standard  ("SFAS")  No.  121,  "Accounting  for  the  Impairment  of
Long-Lived  Assets and for Long- Lived Assets to be Disposed Of," which requires
certain assets to be reviewed for impairment  whenever  events or  circumstances
indicate the carrying  amount may not be  recoverable.  In the first  quarter of
1996,  the Company  recognized a non-cash  impairment of $52,602 for certain oil
and gas properties due to market  indications that the carrying amounts were not
fully recoverable.

General and administrative  expenses decreased from $15,808 in the first quarter
of 1995 to $11,377 in the first  quarter of 1996.  This decrease of $4,431 (28%)
is  primarily  due to less  staff time being  required  to manage the  Company's
operations, partially offset by a $1,234 increase in direct expenses incurred by
the Company in 1996.

CAPITAL RESOURCES AND LIQUIDITY

The Company's cash flow from  operations is a direct result of the amount of net
proceeds  realized  from the sale of oil and gas  production.  Accordingly,  the
changes in cash flow from 1994 to 1995 are  primarily  due to the changes in oil
and  gas  sales  described  above.  It is the  general  partner's  intention  to
distribute  substantially  all of  the  Company's  available  cash  flow  to the
Company's partners.

The Company will continue to recover its reserves and distribute to the limited
partners the net

                                    I-5





proceeds  realized from the sale of oil and gas production  after payment of its
debt obligations. Distribution amounts are subject to change if net revenues are
greater or less than expected. The general partner does not intend to accelerate
the repayment of the debt beyond the cash flow provided by operating activities.
Based upon current  projected  cash flows from its property,  it does not appear
that the Company will have sufficient cash to pay its operating expenses,  repay
its debt obligations and pay distributions in the near future.

                                    I-6




                           PART II. OTHER INFORMATION

  Item 1.         Legal proceedings.

                  None

  Item 2.         Changes in Securities.

                  None

  Item 3.         Defaults upon Senior Securities.

                  Not Applicable

  Item 4.         Submission of Matters to a Vote of Security Holders.

                  Not Applicable

  Item 5.         Other Information.

                  Not Applicable

  Item 6.         Exhibits and Reports on Form 8-K.

                  (a)  There are no exhibits to this report.

                  (b) The  Company  filed  no  reports  on Form  8-K
                      during the quarter ended March 31, 1996.









                                  SIGNATURES


      Pursuant to the  requirements of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  Report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


                                                   ENEX INCOME AND RETIREMENT
                                                     FUND - SERIES 3, L.P.
                                                          (Registrant)



                                                  By:ENEX RESOURCES CORPORATION
                                                         General Partner



                                                  By: /s/ R. E. Densford
                                                          R. E. Densford
                                                    Vice President, Secretary
                                                  Treasurer and Chief Financial
                                                             Officer




May 11, 1996                                      By: /s/ James A. Klein
                                                     -------------------
                                                          James A. Klein
                                                       Controller and Chief
                                                        Accounting Officer